sidewinder10qsb73108.htm

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TABLE OF CONTENTS


PART I. FINANCIAL INFORMATION		3

Item 1. Financial Statements		3

Item 2. Management's Discussion and Analysis or Plan of Operation		18

Item 3. Quantative and Qualtative Disclosures About Market Risk		19

Item 4. Controls and Procedures		19

PART II . OTHER INFORMATION		20

Item 6. Exhibits		20

SIGNATURES		20

The financial statements included herein have been prepared by us, without audit, pursuant to the rules and regulations of the Securities and Exchange Commission. Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been omitted. However, in the opinion of management, all adjustments (which include only normal recurring accruals) necessary to present fairly the financial position and results of operations for the period presented have been made. The results for interim periods are not necessarily indicative of trends or of results to be expected for the full year. These interim financial statements should be read in conjunction with the audited financial statements and notes thereto included in the our registration statement on Form SB-2, filed with the U.S. Securities and Exchange Commission on December 27, 2007, which can be found on the SEC website (www.sec.gov) under SEC File Number 333-148356.

	As at 31 July 2008	As at 31 October 2007 (Audited)
	$	$

Assets

Current
Cash and cash equivalents	91,777	269

	91,777	269

Liabilities

Current
Accounts payable and accrued liabilities (Note 5)	5,700	13,775
Loans payable (Note 6)	30,000	5,000
Due to related parties (Note 7)	-	2,008

	35,700	20,783

Stockholder’s deficiency
Capital stock (Note 9)
Authorized
175,000,000 of common shares, par value $0.001
25,000,000 of preferred shares, par value $0.001
Issued and outstanding
31 July 2008 - 1,000,000 common shares, par value $0.001
31 October 2007 - 1,000,000 common share, par value $0.001	1,000	1,000
Additional paid-in capital (Note 9)	47,000	29,000
Share subscriptions received in advance	93,000	-
Deficit, accumulated during the development stage	(84,923)	(50,514)

	56,077	(20,514)

	91,777	269

	For the period from the date of inception on 7 December 2006 to 31 July 2008	For the three month period ended 31 July 2008	For the three month period ended 31 July 2007	For the nine month period ended 31 July 2008	For the period from the date of inception on 7 December 2006 to 31 July 2007
	$	$	$	$	$

Expenses
Acquisition of mineral property (Note 4)	6,000	-	-	-	6,000
Exploration and development (Note 4)	3,000	-	3,000	-	3,000
Bank charges	380	49	91	152	171
Consulting	5,000	-	-	-	-
Filing fees	3,600	350	-	2,000	850
Legal and accounting	28,343	5,250	1,325	14,132	6,235
Licences and permits	425	-	-	100	325
Management fees (Notes 8, 9 and 11)	28,500	4,500	4,500	13,500	9,000
Office and miscellaneous	75	-	-	25	50
Registered agent	100	-	-	-	-
Rent (Notes 8, 9 and 11)	9,500	1,500	1,500	4,500	3,000

Net loss for the period	(84,923)	(11,649)	(10,416)	(34,409)	(28,631)

Basic and diluted loss per common share		($0.012)	($0.010)	($0.034)	($0.029)

Weighted average number of common shares used in per share calculations		1,000,000	1,000,000	1,000,000	1,000,000

	For the period from the date of inception on 7 December 2006 to 31 July 2008	For the three month period ended 31 July 2008	For the three month period ended 31 July 2007	For the nine month period ended 31 July 2008	For the period from the date of inception on 7 December 2006 to 31 July 2007
	$				$

Cash flows from operating activities
Net loss for the period	(84,923)	(11,649)	(10,416)	(34,409)	(28,631)
Adjustments to reconcile loss to net cash used by operating activities
Contributions to capital by related parties (Notes 8, 9 and 11)	38,000	6,000	6,000	18,000	12,000
Changes in operating assets and liabilities
Increase (decrease) in accounts payable and accrued liabilities	5,700	1,500	(1,325)	(8,075)	50
Increase in demand loans	30,000	-	5,000	25,000	5,000

	(11,223)	(4,149)	(741)	516	(11,581)

Cash flows from financing activities
Increase (decrease) in due to related party	-	-	-	(2,008)	2,008
Share subscriptions received in advance (Note 9)	93,000	93,000	-	93,000	-
Common shares issued for cash (Note 9)	10,000	-	-	-	10,000

	103,000	93,000	-	90,992	12,008

Increase in cash and cash equivalents	91,777	88,851	(741)	91,508	427

Cash and cash equivalents, beginning of period	-	2,926	1,168	269	-

Cash and cash equivalents, end of period	91,777	91,777	427	91,777	427

	Number of shares issued		Capital stock		Share subscriptions received in advance	Additional paid-in capital	Deficit, accumulated during the development stage		Stockholder’s deficiency
				$	$	$		$		$

Balance at 7 December 2006 (inception)		-		-	-	-		-		-
Common share issued for cash ($0.01 per share) (Note 9)		1,000,000		1,000	-	9,000		-		10,000
Contributions to capital by related party – expenses (Notes 8, 9 and 11)		-		-	-	20,000		-		20,000
Net loss for the period		-		-	-	-		(50,514)		(50,514)

Balance at 31 October 2007		1,000,000		1,000	-	29,000		(50,514)		(20,514)

Contributions to capital by related Parties – expenses (Notes 8, 9 and 11)		-		-	-	18,000		-		18,000
Share subscriptions received in advance (Note 9)		-		-	93,000	-		-		93,000
Net loss for the period		-		-	-	-		(34,409)		(34,409)

Balance at 31 July 2008		1,000,000		1,000	93,000	47,000		(84,923)		56,077

Sidewinder Explorations Inc. (the “Company”) was incorporated under the laws of the State of Nevada on 7 December 2006. The Company was incorporated for the purpose to promote and carry on any lawful business for which a corporation may be incorporated under the laws of the State of Nevada.

The Company is a development stage enterprise, as defined in Financial Accounting Standards Board No. 7. The Company is devoting all of its present efforts in securing and establishing a new business, and its planned principle operations have not commenced, and, accordingly, no revenue has been derived during the organization period.

The Company’s financial statements as at 31 July 2008 and for the three and nine month periods then ended have been prepared on a going concern basis, which contemplates the realization of assets and the settlement of liabilities and commitments in the normal course of business. The Company had a loss of $11,649 for the three months ended 31 July 2008 (31 July 2007 - $10,416) and $34,409 for the nine month period ended 31 July 2008 (from inception on 7 December 2006 to 31 July 2007 - $28,631). The Company's operating losses from inception on 7 December 2006 to 31 July 2008 were $84,923. The Company's working capital on 31 July 2008 was $56,077 (31 October 2007 - working capital deficiency of $20,514).

Management cannot provide assurance that the Company will ultimately achieve profitable operations or become cash flow positive, or raise additional debt and/or equity capital. Management believes that the Company’s capital resources should be adequate to continue operating and maintaining its business strategy during the fiscal year ending 31 October 2008. However, if the Company is unable to raise additional capital in the near future, due to the Company’s liquidity problems, management expects that the Company will need to curtail operations, liquidate assets, seek additional capital on less favourable terms and/or pursue other remedial measures. These financial statements do not include any adjustments related to the recoverability and classification of assets or the amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern.

At 31 July 2008, the Company had suffered losses from development stage activities to date. Although management is currently attempting to implement its business plan, and is seeking additional sources of equity or debt financing, there is no assurance these activities will be successful. Accordingly, the Company must rely on its president to perform essential functions without compensation until a business operation can be commenced. These factors raise substantial doubt about the ability of the Company to continue as a going concern. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.

Effective 31 October 2007, the Company adopted, on a retroactive basis, the provisions of Financial Accounting Standards Board (“FASB”) EITF 04-2 “Whether Mineral Rights are Tangible or Intangible Assets”. EITF 04-2 establishes mineral rights as tangible assets, whereby the aggregate carrying amount of such mineral rights should be reported as a separate component of property, plant, and equipment. The retroactive impacts of adopting EITF 04-2 had no impact on net loss or earnings per share for the years ended 31 October 2007 and 2006 (Notes 3 and 4).

Mineral property acquisition costs are initially capitalized as tangible assets when purchased. At the end of each fiscal quarter end, the Company assesses the carrying costs for impairment. If proven and probable reserves are established for a property and it has been determined that a mineral property can be economically developed, costs will be amortized using the units-of-production method over the estimated life of the probable reserve.

Estimated future removal and site restoration costs, when determinable are provided over the life of proven reserves on a units-of-production basis. Costs, which include production equipment removal and environmental remediation, are estimated each period by management based on current regulations, actual expenses incurred, and technology and industry standards. Any charge is included in exploration expense or the provision for depletion and depreciation during the period and the actual restoration expenditures are charged to the accumulated provision amounts as incurred.

Although the Company has taken steps to verify title to mineral properties in which it has an interest, according to the usual industry standards for the stage of exploration of such properties, these procedures do not guarantee the Company’s title. Such properties may be subject to prior agreements or transfers and title may be affected by undetected defects.

The Company’s policy for recording reclamation costs is to record a liability for the estimated costs to reclaim mined land by recording charges to production costs for each tonne of ore mined over the life of the mine. The amount charged is based on management’s estimation of reclamation costs to be incurred. The accrued liability is reduced as reclamation expenditures are made. Certain reclamation work is performed concurrently with mining and these expenditures are charged to operations at that time.

In accordance with Statements of Financial Accounting Standards ("SFAS") No. 144, Accounting for Impairment or Disposal of Long-Lived Assets, the carrying value of long-lived assets is reviewed on a regular basis for the existence of facts or circumstance that may suggest impairment. The Company recognized an impairment when the sum if the expected undiscounted future cash flows is less than the carrying amount of the asset. Impairment losses, if any, are measured as the excess of the carrying amount of the asset over its estimated fair value.

The carrying value of cash, accounts payable and accrued liabilities, and due to related parties approximates their fair value because of the short maturity of these instruments. The Company’s operations are in Canada and virtually all of its assets and liabilities are giving rise to significant exposure to market risks from changes in foreign currency rates. The Company’s financial risk is the risk that arises from fluctuations in foreign exchange rates and the degree of volatility of these rates. Currently, the Company does not use derivative instruments to reduce its exposure to foreign currency risk.

Deferred income taxes are reported for timing differences between items of income or expense reported in the financial statements and those reported for income tax purposes in accordance with SFAS No. 109, Accounting for Income Taxes, which requires the use of the asset/liability method of accounting for income taxes. Deferred income taxes and tax benefits are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases, and for tax loss and credit carry-forwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The Company provides for deferred taxes for the estimated future tax effects attributable to temporary differences and carry-forwards when realization is more likely than not.

The Company computes net loss per share in accordance with SFAS No. 128, Earnings per Share. SFAS No. 128 requires presentation of both basic and diluted earnings per share (“EPS”) on the face of the income statement. Basic EPS is computed by dividing net loss available to common shareholders (numerator) by the weighted average number of shares outstanding (denominator) during the period. Diluted EPS gives effect to all potentially dilutive common shares outstanding during the period using the treasury stock method and convertible preferred stock using the if-converted method. In computing diluted EPS, the average stock price for the period is used in determining the number of shares assumed to be purchased from the exercise of stock options or warrants. Diluted EPS excludes all potentially dilutive shares if their effect is anti-dilutive.

SFAS No. 130, Reporting Comprehensive Income, establishes standards for the reporting and display of comprehensive loss and its components in the financial statements. As at 31 July 2008, the Company has no items that represent a comprehensive loss and, therefore, has not included a schedule of comprehensive loss in the financial statements.

SFAS No. 131, Disclosures about Segments of an Enterprise and Related Information, supersedes SFAS No. 14, Financial Reporting for Segments of a Business Enterprise. SFAS 131 establishes standards for the way that public companies report information about operating segments in annual financial statements and requires reporting of selected information about operating segments in interim financial statements issued to the public. It also establishes standards for disclosures regarding products and services, geographic areas and major customers. SFAS 131 defines operating segments as components of a company about which separate financial information is available that is evaluated regularly by the chief operating decision maker in deciding how to allocate resources and in assessing performance. The Company has evaluated this SFAS and does not believe it is applicable at this time.

The Company has adopted Statement of Position No. 98-5, Reporting the Costs of Start-up Activities, which requires that costs associated with start-up activities be expensed as incurred. Accordingly, start-up costs associated with the Company's formation have been included in the Company's general and administrative expenses for the period from the date of inception on 7 December 2006 to 31 July 2008.

The Company’s functional and reporting currency is in U.S. dollar. The financial statements of the Company are translated to U.S. dollars in accordance with SFAS No. 52, Foreign Currency Translation. Monetary assets and liabilities denominated in foreign currencies are translated using the exchange rate prevailing at the balance sheet date. Gains and losses arising on translation or settlement of foreign currency denominated transactions or balances are included in the determination of income. The Company has not, to the date of these financial statements, entered into derivative instruments to offset the impact of foreign currency fluctuations.

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenditures during the reporting period. Actual results could differ from these estimates.

In May 2008, the FASB issued SFAS No. 163, Accounting for Financial Guarantee Insurance Contracts – an interpretation of FASB Statement No. 60 (“SFAS No. 63”). SFAS No. 163 provides enhanced guidance on the recognition and measurement to be used to account for premium revenue and claim liabilities and related disclosures and is limited to financial guarantee insurance (and reinsurance) contracts, issued by enterprises included within the scope of FASB Statement No. 60, Accounting and Reporting by Insurance Enterprises. SFAS No. 163 also requires that an insurance enterprise recognize a claim liability prior to an event of default when there is evidence that credit

deterioration has occurred in an insured financial obligation. SFAS No. 163 is effective for financial statements issued for fiscal years and interim periods beginning after 15 December 2008, with early application not permitted. The Company does not expect SFAS No. 163 to have an impact on its consolidated financial statements.

In May 2008, the FASB issued SFAS No. 162, The Hierarchy of Generally Accepted Accounting Principles (“SFAS No. 162”). SFAS No. 162 is intended to improve financial reporting by identifying a consistent framework, or hierarchy, for selecting accounting principles to be used in preparing financial statements that are presented in conformity with U.S. Generally Accepted Accounting Principles (“GAAP”) for nongovernmental entities. Prior to the issuance of SFAS No. 162, GAAP hierarchy was defined in the American Institute of Certified Public Accountants (“AICPA”) Statement on Auditing Standards No. 69, The Meaning of Present Fairly in Conformity with Generally Accepted Accounting Principles (“SAS No. 69”). SAS No. 69 has been criticized because it is directed to the auditor rather than the entity. SFAS No. 162 addresses these issues by establishing that the GAAP hierarchy should be directed to entities because it is the entity, not its auditor, that is responsible for selecting accounting principles for financial statements that are presented in conformity with GAAP. SFAS No. 162 is effective 60 days following the SEC’s approval of the Public Company Accounting Oversight Board Auditing amendments to AU Section 411, The Meaning of Present Fairly in Conformity with Generally Accepted Accounting Principles. The Company does not expect SFAS 162 to have a material effect on its consolidated financial statements.

In March 2008, the FASB issued SFAS No. 161, Disclosures about Derivative Instruments and Hedging Activities – an amendment of FASB Statement No. 133 (“SFAS No. 161”). SFAS No. 161 is intended to improve transparency in financial reporting by requiring enhanced disclosures of an entity’s derivative instruments and hedging activities and their effects on the entity’s financial position, financial performance, and cash flows. SFAS No. 161 applies to all derivate instruments within the scope of SFAS No. 133, Accounting for Derivative Instruments and Hedging Activities (“SFAS No. 133”). It also applies to non-derivative hedging instruments and all hedged items designated and qualifying as hedges under SFAS No. 133. SFAS No. 161 is effective prospectively for financial statements issued for fiscal years beginning after 15 November 2008, with early application encouraged. The Company is currently evaluating the new disclosure requirements of SFAS 161 and the potential impact on the Company’s financial statements.

In December 2007, the FASB issued SFAS No. 141 (revised 2007), Business Combinations (“SFAS No. 141(R)”). SFAS No. 141(R) establishes principles and requirements for how an acquirer recognizes and measures in its financial statements the identifiable assets acquired, the liabilities assumed, any noncontrolling interest in the acquiree and the goodwill acquired. SFAS No. 141(R) also establishes disclosure requirements to enable the evaluation of the nature and financial effects of the business combination. SFAS No. 141(R) is effective for fiscal years beginning after 15 December 2008. The Company is currently evaluating the potential impact, if any, of the adoption of SFAS No. 141(R) on its consolidated results of operation and financial condition.

In December 2007, the FASB issued SFAS No. 160, Noncontrolling Interests in Consolidated Financial Statements – an amendment of Accounting Research Bulletin No. 51 (“SFAS No. 160”). SFAS No. 160 establishes accounting and reporting standards for ownership interests in subsidiaries held by parties other than the parent, the amount of consolidated net income attributable and to the noncontrolling interest, changes in a parent’s ownership interest, and the valuation of retained noncontrolling equity investments when a subsidiary is deconsolidated. SFAS No. 160 also establishes disclosure requirements that clearly identify and distinguish between the interests of the parent and the interests of the noncontrolling owners. SFAS No. 160 is effective for fiscal years beginning after 15 December 2008. The Company is currently evaluating the potential impact, if any, of the adoption of SFAS No. 160 on its consolidated results of operation and financial condition.

In February 2007, the FASB issued SFAS No. 159, “The Fair Value Option for Financial Assets and Financial Liabilities” (“SFAS 159”). SFAS 159 allows the company to choose to measure many financial assets and financial liabilities at fair value. Unrealized gains and losses on items for which the fair value option has been elected are reported in earnings. SFAS 159 is effective for fiscal years beginning after November 15, 2007. The Company is currently evaluating the requirements of SFAS 159 and the potential impact on the Company’s financial statements.

In September 2006, the FASB issued SFAS No. 158, “Employers’ Accounting for Defined Benefit Pension and Other Postretirement Plans – an amendment of FASB Statements No. 87, 88, 106 and 132(R)” (“SFAS 158”). SFAS 158 requires an employer that sponsors one or more single-employer defined benefit plans to (a) recognize the overfunded or underfunded status of a benefit plan in its statement of financial position, (b) recognize as a component of other comprehensive income, net of tax, the gains or losses and prior service costs or credits that arise during the period but are not recognized as components of net periodic benefit cost pursuant to SFAS 87, “Employers’ Accounting for Pensions”, or SFAS 106, “Employers’ Accounting for Postretirement Benefits Other Than Pensions”, (c) measure defined benefit plan assets and obligations as of the date of the employer’s fiscal year-end, and (d) disclose in the notes to financial statements additional information about certain effects on net periodic benefit cost for the next fiscal year that arise from delayed recognition of the gains or losses, prior service costs or credits, and transition asset or obligation. SFAS 158 is effective for the Company’s fiscal year ending April 30, 2007. The adoption of SFAS No. 158 is not expected to have a material impact on the Company’s financial position, results of operations or cash flows.

In September 2006, the FASB issued SFAS No. 157, "Fair Value Measurement" ("SFAS 157"). The Statement provides guidance for using fair value to measure assets and liabilities. The Statement also expands disclosures about the extent to which companies measure assets and liabilities at fair value, the information used to measure fair value, and the effect of fair value measurement on earnings. This Statement applies under other accounting pronouncements that require or permit fair value measurements. This Statement does not expand the use of fair value measurements in any new circumstances. Under this Statement, fair value refers to the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants in the market in which the entity transacts. SFAS 157 is effective for the Company for fair value measurements and disclosures made by the Company in its fiscal year beginning on May 1, 2008. The Company is currently reviewing the impact of this statement.

On 16 January 2007 the Company acquired a 100% interest in a mineral claim located in Clark County, Nevada (the “Christmas No1Lode Claim”) for $6,000. In March 2007 the Company commissioned a geological evaluation report of the Christmas No1Lode Claim and on 13 June 2007 received the completed report.

During the nine month period ended 31 July 2008, an officer and director of the Company made contributions to capital for management fees in the amount of $13,500 (from inception on 7 December 2006 to 31 July 2007 - $9,000, cumulative - $28,500) and rent in the amount of $4,500 (from inception on 7 December 2006 to 31 July 2007 - $3,000, cumulative - $9,500) (Notes 9 and 11).

ii.

iii.

At 31 July 2008, the Company had received proceeds of $93,000 related to its initial public offering of 200,000 common shares of the Company on a self-underwritten basis, at an initial public offering price of $0.50 per share. There is no minimum number of shares which the Company must sell in this offering (Note 12).

The Company has losses carried forward for income tax purposes to 31 July 2008. There are no current or deferred tax expenses for the period ended 31 July 2008 due to the Company’s loss position. The Company has fully reserved for any benefits of these losses. The deferred tax consequences of temporary differences in reporting items for financial statement and income tax purposes are recognized, as appropriate. Realization of the future tax benefits related to the deferred tax assets is dependent on many factors, including the Company’s ability to generate taxable income within the net operating loss carryforward period. Management has considered these factors in reaching its conclusion as to the valuation allowance for financial reporting purposes.

	For the nine month period ended	For the period from the date of inception on 7 December 2006 to
	31 July 2008	31 July 2007
	$	$

Deferred tax asset attributable to:
Current operations	11,699	9,735
Contributions to capital by related parties	(6,120)	(4,080)
Less: Change in valuation allowance	(5,579)	(5,655)

Net refundable amount	-	-

The following discussion should be read in conjunction with the audited financial statements and notes thereto included in our initial registration statement on Form SB-2, filed on December 27, 2007 with the U.S. Securities and Exchange Commission (SEC), and made effective on January 15, 2008. The registration statement, audited financial statements and all exhibits thereto are incorporated herein by this reference and can be found on the SEC website at www.sec.gov. Subsequent to the quarter ended July 31, 2008, but prior to the date of the filing of this report, on August 12, 2008, we completed and closed our initial public offering. We sold a total of 196,000 shares of our common stock at $.50 per share, and raised total proceeds of $98,000. Pursuant to the terms of the offering, the proceeds were held in a separate account until the offering was completed and closed, at which time we deposited the proceeds into our general business account to be used as set forthe in the Use of Proceeds section of our Form SB-2 registration statement, which can be found in its entirety on the SEC website at www.sec.gov.

We have generated no revenues since inception on December 7, 2006 and are still in the initial stages of start up. For the three-month period ended July 31, 2008, we incurred net operating losses of $11,649, or $0.012 per share, as compared to net operating losses of $10,416, or $0.010 per share, for the three-month period ended July 31, 2007.

Our total expenses for the three-month period ended July 31, 2008 were $11,649, consisting of management fees accrued and payable to an officer and director in the amount of $4,500 (2007 - $4,500, cumulative - $28,500), legal and accounting fees in the amount of $5,250 (2007 - $1,325, cumulative - $28,343), filing fees in the amount of $350 (2007 - $0, cumulative - $3,600), bank service charges in the amount of $49 (2007 - $91, cumulative - $380) and rent in the amount of $1,500 (2007 - $1,500, cumulative - $9,500).

During the nine-month period ended July 31, 2008, an officer and director made contributions to capital for management fees in the amount of $13,500 (from inception on December 7, 2006 to July 31, 2007 - $9,000, cumulative - $28,500) and rent in the amount of $4,500 (from inception on December 7, 2006 to July 31, 2007 - $3,000, cumulative - $9,500).

The financial statements included herein have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission. Management believes the disclosures made are adequate to make the information not misleading. The financial statements and accompanying notes are prepared in accordance with generally accepted accounting principles. Preparing financial statements requires Management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. These estimates and assumptions are affected by Management's application of accounting policies. These important accounting policies include the successful efforts method of accounting for property and equipment, revenue recognition, accounting for income taxes and foreign currency translation.

Management maintains disclosure controls and procedures designed to ensure that we are able to timely collect the information we are required to disclose in our reports filed with the U.S. Securities and Exchange Commission. Within the 90 days prior to the date of this report, we performed an evaluation, under the supervision and with the participation of our Management, of the effectiveness of the design and operation of our disclosure controls and procedures pursuant to Exchange Act Rule 13a-14. Based upon the evaluation, our Principal Executive Officer and Principal Financial Officer concluded that the current disclosure controls are effective in timely alerting us to any material information required to be included in our periodic SEC filings.

We also maintain a system of internal controls designed to provide reasonable assurance that (i) transactions are executed in accordance with Management's general and specific authorization; (ii) transactions are recorded as necessary to permit preparation of financial statements in conformity with generally accepted accounting principles and to maintain accountability for assets; (ii) access to assets is permitted only in accordance with Management's general or specific authorization; and (iv) the recorded accountability for assets is compared with the existing assets at reasonable intervals and appropriate action is taken with respect to any differences. We believe that our internal controls are effective to provide reasonable assurance that our financial statements are fairly presented in conformity with generally accepted accounting principals. Since our most recent evaluation, there have been no changes in our internal controls or in other factors that could significantly affect our internal controls, nor were any corrective actions required with regard to significant deficiencies and material weaknesses.

We apply SFAS No. 128, Earnings Per Share, for the calculation of "Basic" and "Diluted" earnings per share. Basic earnings per share includes no dilution and is computed by dividing income available to common stockholders by the weighted average number of common shares outstanding for the period. Diluted earnings per share reflects the potential dilution of securities that could share in our earnings.

We have also adopted SFAS No. 52, Foreign Currency Translation, which requires that the translation of the applicable foreign currency into U.S. dollars be performed for balance sheet accounts using current exchange rates in effect at the balance sheet date and for revenue and expense accounts using a weighted average exchange rate during the period. The gains or losses resulting from such translation are included in the consolidated statements of stockholders' equity and comprehensive income.

We are currently in the start up, development stage and have just completed an initial public offering of our common stock to raise the cash required to implement our proposed business operations. In addition, we are a smaller reporting company, as defined in Rule 12b-2 of the of the Securities Exchange Act of 1934 and are not required to provide the information under this item.

Within the 90 days prior to the date of this report, our officers and directors performed an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures pursuant to Exchange Act Rule 13a-14. Based upon the evaluation, Mr. Harbottle, who serves as our Chief Executive Officer, Chief Financial Officer and Principal Accounting Officer concluded that the current disclosure controls are effective in timely alerting us to any material information required to be included in our periodic SEC filings. There have been no significant changes in our internal controls or in other factors that could significantly affect our internal controls subsequent to the date of this evaluation.

	As at 31 July 2008	As at 31 October 2007
		(Audited)
	$	$

Net income tax operating loss carryforward	46,923	30,514

Statutory federal income tax rate	34%	34%

Deferred tax assets	15,954	10,375
Less: Valuation allowance	(15,954)	(10,375)

Net deferred tax asset	-	-

	For the nine month period ended 31 July 2008	For the period from the date of inception on 7 December 2006 to 31 July 2007
	$	$

Cash paid during the year for interest	-	-
Cash paid during the year for income taxes	-	-